Spirit AeroSystems starts tender offer for 5½% first-lien notes

By Mary-Katherine Stinson

Lexington, Ky., Nov. 7 – Spirit AeroSystems Holdings, Inc. announced its wholly owned subsidiary Spirit AeroSystems, Inc. launched an offer to purchase for cash any and all of the $500 million outstanding of its 5½% senior secured first-lien notes due 2025 (Cusips: 85205TAM2, U84591AE3), according to a press release.

Spirit is offering to purchase the notes at a par, which includes an early tender payment of $30, for those noteholders who tender their notes prior to 5 p.m. ET on Nov. 21, which is also the withdrawal deadline.

Noteholders who tender their notes after the early deadline will not receive the early tender premium but will receive $970 per $1,000 note.

The tender consideration does not include accrued interest, which will also be paid.

In addition, Spirit is also soliciting consents to amend certain provisions of the indenture relating to the 2025 first-lien notes to eliminate certain restrictive covenants and certain events of default and to release all of the collateral.

Tendering noteholders are deemed to have delivered consents to the proposal.

Should the proposal be approved, all noteholders will be bound by it.

The consents will become effective upon settlement.

The tender offer and consent solicitation are conditioned on the satisfaction of certain conditions including a condition that Spirit raises $800 million in gross proceeds from the issuance of new senior secured debt securities in order to fund the purchase of the first-lien notes.

The offer will expire at 11:59 p.m. ET on Dec. 6.

Early settlement and final settlement are expected to occur two business days after each deadline, respectively.

Morgan Stanley & Co. LLC (800 624-1808, 212 761-1057) is acting as the sole dealer manager and solicitation agent for the offer.

Global Bondholder Services Corp. (212 430-3774, 855 654-2015, contact@gbsc-usa.com) is the tender and information agent.

The Wichita, Kan.-based manufacturer of aerostructures for commercial airplanes.

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